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RESEARCHISBRARY BOARD OF GOVERNORS OF THE FEDERAL RESERVE SYSTEM CO m sy |a*» H. 2 , 1996 f No• 5X 1U OScttows of the Board, its Staff, and #? ..Federal Reserve Banks; r t e : :* OF ^y^j^^ k t i o n s and Reports Received % uring tne Week Ending December 21, 1996 SIS ANNOUNCEMENT ACTIONS TAKEN BY THE BOARD OF GOVERNORS BANK HOLDING COMPANIES GB Bancorporation, San Diego, California - - t o increase its ownership in Pacific Commerce Bank, Chula Vista; and Rancho Vista National Bank, Vista, California. Approved, December 18, 1996. Ida Grove Bancshares, Inc., Ida Grove, Iowa, and American Bancshares, Inc., Holstein -- to acquire Pierson Bancorporation, Inc., Pierson, Iowa, and Farmers Savings Bank. Approved, December 20, 1996. JDOB, Inc., Sandstone, Minnesota -- to acquire Centennial National Bank, Walker, Minnesota. Approved, December 20, 1996. NationsBank Corporation, Charlotte, North Carolina, and'NB Holdings Corporation -- to acquire Boatmen's Bancshares, Inc., St. Louis, Missouri. Approved, December 16, 1996. Unidanmark A/S, Copenhagen, Denmark, and Unibank A/S - - t o retain shares of Aros Securities Inc., New York, New York. Approved, December 16, 1996. EXTENSIONS OF TIME Regulations G, T, and U -- extension to January 31, 1997, to receive public comments on proposed changes to the Board's margin regulations. Announced, December 20, 1996. INTERNATIONAL OPERATIONS Bank of New York, New York, New York - - t o establish a branch in Shanghai, People's Republic of China. Permitted, December 20, 1996. First Union National Bank of North Carolina, Charlotte, North Carolina - - t o establish an agreement corporation to be known as First Union Overseas Investment Corporation, a Delaware company, and invest in Union Hamilton Assurance, Ltd., Hamilton, Bermuda. Permitted, December 20, 1996. H.2 DECEMBER 16, 1996 PAGE 2 TO DECEMBER 20, 1996 ACTIONS TAKEN BY THE BOARD OF GOVERNORS REGULATIONS AND POLICIES Capital and accounting standards used by the federal bank and thrift regulatory agencies -- report to the Congress. Approved, December 19, 1996. Fair Credit Reporting Act study on public availability and use of information about consumers -- publication for comment on issues to be addressed in the study. Approved, December 18, 1996. Interagency Uniform Financial Institutions rating system (CAMEL) -- proposed changes. Approved, December 20, 1996. Regulation B -- publication for comment of revisions to implement recent amendments to the Equal Credit Opportunity Act regarding self-testing (Docket R-0955). Approved, December 20, 1996. Regulation B -- proposed amendment regarding data collection on all types of credit (Docket R-0876). Withdrawn, December 20, 1996. Regulation M -- publication for comment of revisions to implement amendments to the Consumer Leasing Act (Docket R-0952). Approved, December 16, 1996. RESERVE BANK OPERATIONS Audits of Federal Reserve Banks -- expansion of contract with Coopers & Lybrand to include an annual financial audit of the 12 Reserve Banks. Announced, December 17, 1996. H.2 DECEMBER 16, 1996 PAGE 3 TO DECEMBER 20, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY ABBREVIATION'S: BS&R - Banking Supervision and Regulation; C&CA - Consumer and Community Affairs; FOMC - Federal Open Market Committee; FRBO - Federal Reserve Bank Operations; IF - International Finance; OSDM - Office of Staff Director for Management BANK BRANCHES. DOMESTIC San Francisco Farmers & Merchants Bank of Rockford, Opportunity, Washington - - t o establish branches at 2024 North Argonne, 6405 North Addison, and at the corner of Pullman Highway and Spokane Road, Spokane, Washington. Approved, December 20, 1996. Atlanta Fifth Third Bank of Florida, Naples, Florida -- to establish a branch at 9000 Bonita Beach Road, Bonita Springs, Florida. Approved, December 20, 1996. Secretary SunTrust Bank, Atlanta, Atlanta, Georgia - - t o establish a branch at 113 Joel Cowan Highway, Peachtree City, Georgia. Approved, December 19, 1996. San Francisco Vintage Bank, Napa, California - - t o establish a branch at 3626 Bel Aire Plaza. Approved, December 17, 1996. BANK HOLDING COMPANIES Chicago American Chartered Bancorp, Inc., Schaumburg, Illinois -- request for waiver of a commitment. Granted, December 19, 1996. St. Louis Arvest Banc Group, Inc., Bentonville, Arkansas, First Commercial Corporation, Little Rock; and TRH Bank Group, Inc., Little Rock, Arkansas - - t o invest in The Bankcard Center, Inc., Norman, Oklahoma, a de novo bank service corporation. Approved, December 17, 1996. St. Louis Bankshares of Fayetteville, Inc., Fayetteville, Arkansas - - t o acquire Bank of Fayetteville, N.A. Permitted, December 16, 1996. Kansas City Berthoud Bancorp Employee Stock Ownership Plan, Berthoud, Colorado -- to acquire Berthoud Bancorp, Inc. Approved, December 19, 1996. H.2 DECEMBER 16, 1996 PAGE 4 TO DECEMBER 20, 1996 ACTIC..J TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES S t . Louis CNB Bancshares, Inc.,, Evansville, Indiana - - t o acquire BMC Bancshares, Inc., M t . Carmel, Illinois, and Bank of Mt. Carmel. Approved, December 17, 1996. Kansas City Denison Bancshares, Inc., Holton, Kansas - - t o retain shares of De Soto State Bank, De Soto, Kansas. Approved, December 17, 1996. Dallas First Mineola, Inc., Mineola, Texas -- to acquire First National Bank. Approved, December 17, 1996. New York Fuji Bank, Limited, Tokyo, Japan -- to engage through Heller Financial, Inc., Chicago, Illinois, in making investments in corporations designed primarily to promote community welfare. Permitted, December 18, 1996. Chicago Heartland Financial USA, Inc., Dubuque, Iowa -- to acquire Tri-State Community Credit Corp., and engage in lending activities in connection with credit-related insurance. Permitted, December 20, 1996. Kansas City Hoeme Family Partnership, Scott City, Kansas - - t o acquire First National Bancshares of Scott City, Ltd. Approved, December 20, 1996. Minneapolis IS Investments, Limited Partnership, Billings, Montana; NBar5, Limited Partnership, Ranchester, Wyoming; and First Interstate BancSystem of Montana, Inc., Billings, Montana -- to acquire Mountain Bank, Whitefish, Montana. Approved, December 17, 1996. S t . Louis Magna Group, Inc., St. Louis, Missouri, and HBC Acquisition Sub, Inc. -- to acquire Homeland Bankshares Corporation, Waterloo, Iowa. Approved, December 17, 1996. H.2 DECEMBER 16, 1996 PAGE 5 TO DECEMBER 20, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES St. Louis Magna Group, Inc., St. Louis, Missouri, and HBC Acquisition Sub, Inc. -- to acquire Homeland Savings Bank, FSB, Des Moines, Iowa, Homeland Trust Company, Des Moines, Iowa, and Homeland Student Loan Company, West Des Moines, Iowa. Permitted, December 17, 1996. Cleveland Mid Am, Inc., Bowling Green, Ohio -- to acquire Simplicity Mortgage Consultants, Inc., Marion, Ohio, and engage in lending activities. Permitted, December 19, 1996. New York Mitsubishi Trust and Banking Corporation, Tokyo, Japan -- to acquire additional shares of Spectrum Capital, Ltd., New York, New York, and engage in lending and leasing activities. Permitted, December 16, 1996. Minneapolis Gskey Limited Partnership, Mesa, Arizona - - t o acquire Hiawatha Bancshares, Inc., Hager City; and Glenwood Bancshares, Inc., Glenwood City, Wisconsin. Approved, December 16, 1996. Chicago Pioneer Bancorp, Inc., Auburndale, Wisconsin -- to acquire Pioneer State Bank. Approved, December 20, 1996. St. Louis Security Bancshares, Inc., Amory, Mississippi -- to acquire Security Bank of Amory. Approved, December 20, 1996. Richmond Southern National Corporation, Winston-Salem, North Carolina - - t o acquire Fidelity Financial Bankshares Corporation, Richmond, Virginia. Approved, December 16, 1996. St. Louis State Financial Services, Inc., Harrodsburg, Kentucky -- to acquire State Bank & Trust Company. Approved, December 19, 1996. H.2 DECEMBER 16, 1996 PAGE 6 TO DECEMBER 20, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Secretary State Street Boston Corporation, Boston, Massachusetts “- t o acquire Dunai Financial Services, Pty. Limited, Melbourne, Australia and engage in data processing activities. Approved, December 20, 1996. Chicago Sun Community Bancorp, Ltd., Tucson, Arizona -request for waiver of application to acquire Bank of Tucson. Granted, December 20, 1996. Chicago Two Rivers Bank Holding Company, Rock Valley, Iowa -to acquire Rock Valley State Bank. Approved, December 19, 1996. New York U.S. Trust Company of New Jersey, Princeton, New Jersey - - t o retain shares of U.S. Trust Company of New Jersey, after it converts to an insured bank. Approved, December 20, 1996. Minneapolis Walker Ban Co., Walker, Minnesota -- to acquire Pequot Area Bancorporation, Inc., Pequot Lakes, Minnesota. Approved, December 18, 1996. BANKS. STATE MEMBER Director, BS&R Southwest Georgia Bank, Moultrie, Georgia -registration as transfer agent. Withdrawn, December 17, 1996. Richmond Union Bank and Trust Company, Bowling Green, Virginia; Northern Neck State Bank, Warsaw; and King George State Bank, Inc., King George, Virginia -- to establish a Bank Service Corporation. Approved, December 19, 1996. Secretary U.S. Bank of Idaho, Boise, Idaho -- payment of a dividend. Approved, December 19, 1996. H.2 DECEMBER 16, 1996 PAGE 7 TO DECEMBER 20, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY CAPITAL STOCK Dallas First Riesel Corporation, Riesel, Texas -- redemption of shares. Approved, December 16, 1996. Minneapolis Security State Bancshares of Bemidjii, Inc., Bemidjii, Minnesota -- redemption of shares. Approved, December 16, 1996. Minneapolis Underwood Bancshares, Inc., Underwood, Minnesota -redemption of shares. Approved, December 19, 1996. Secretary U.S. Bank of Idaho, Boise, Idaho -- redemption of shares. Approved, December 19, 1996. CHANGE IN BANK CONTROL Minneapolis Elkton Bancshares, Inc., Elkton, Minnesota -- change in bank control. Permitted, December 18, 1996. Minneapolis Flathead Holding Company of Bigfork, Bigfork, Montana -- change in bank control. Permitted, December 17, 1996. Minneapolis Mountain Bank System, Inc., Whitefish, Montana -change in bank control. Permitted, December 17, 1996. Kansas City Prairie Bankshares, Pretty Prairie, Kansas -- change in bank control. Permitted, December 18, 1996. San Francisco SC Bancorp, Anaheim, California -- change in bank control Withdrawn, December 17, 1996. COMPETITIVE FACTORS REPORTS St. Louis Arkansas Bank, National Association, Batesville, Arkansas, proposed purchase of assets and assumption of liabilities of the Newport branch of Arkansas Bank, Jonesboro, Arkansas -- report on competitive factors. Submitted, December 18, 1996. H.2 DECEMBER 16, 1996 PAGE 8 TO DECEMBER 20, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS San Francisco Bank of Lodi, National Association, Lodi, California, proposed purchase of certain assets and assumption of certain liabilities of the Galt, San Andreas, and Plymouth branches of Wells Fargo Bank, N.A., San Francisco, California -- report on competitive factors. Submitted, December 18, 1996. San Francisco Bank of Salinas, Salinas, California, proposed acquisition of the assets and assumption of the liabilities of the Castroville and Gonzales, California, branches of Wells Fargo Bank, N.A., San Francisco, California -- report on competitive factors. Submitted, December 16, 1996. San Francisco Bank of The Sierra, Porterville, California, proposed acquisition of the assets and assumption of the liabilities of the Dinuba branch of Wells Fargo Bank, N.A., San Francisco, California -- report on competitive factors. Submitted, December 16, 1996. St. Louis Bloomfield State Bank, Bloomfield, Indiana, proposed purchase of assets and assumption of liabilities of two Bloomfield branches of First National Bank of Mitchell, Mitchell, Indiana -- report on competitive factors. Submitted, December 16, 1996. Dallas Camp Bowie National Bank, Fort Worth, Texas, proposed acquisition of the assets and assumption of the liabilities of a branch at 9001 Airport Freeway, North Richland Hills, of Summit National Bank, Fort Worth, Texas -- report on competitive factors. Submitted, December 16, 1996. Philadelphia Clearfield Bank and Trust Company, Clearfield, Pennsylvania, proposed acquisition of the assets and assumption of the liabilities of one branch of Mid-State Bank Company, Altoona, Pennsylvania -report on competitive factors. Submitted, December 17, 1996. H .2 DECEMBER 16, 1996 PAGE 9 TO DECEMBER 20, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS St. Louis First Community Bank, National Association, Conway, Arkansas, proposed merger with First Community Bank -- report on competitive factors. Submitted, December 20, 1996. St. Louis First Financial Bank of St. Louis, St. Louis, Missouri, proposed merger with Union Planters Bank of Missouri, Clayton, Missouri -- report on competitive factors. Submitted, December 18, 1996. Dallas First Northwestern Bank, N.A., Houston, Texas, proposed merger with New Prime Bank, Channelview, Texas -- report on competitive factors. Submitted, December 16, 1996. Dallas First State Bank, Temple, Texas, proposed merger with First National Bank, Goldthwaite, Texas -- report on competitive factors. Submitted, December 17, 1996. Kansas City Firststate proposed Greeley, Submitted, San Francisco Glendale Federal Bank, Federal Savings Bank, Glendale, California, proposed merger with Transworld Bancorp and Transworld Bank, both of Sherman Oaks, California -- report on competitive factors. Submitted, December 16, 1996. Dallas Jefferson Savings Bancorp, Inc., Ballwin, Missouri, proposed acquisition of the assets and assumption of the liabilities of L & B Financial, Inc., Sulphur Springs, Texas -- report on competitive factors. Submitted, December 16, 1996. Bank of Colorado, Northglenn, Colorado, merger with First Northern Savings Bank, Colorado -- report on competitive factors. December 17, 1996. H.2 DECEMBER 16, 1996 PAGE 10 TO DECEMBER 20, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Cleveland MSB Capital Corporation, Columbus, Ohio (currently d.b.a. Rexer Corporation), proposed acquisition of the assets and assumption of the liabilities of Midwest Savings Bank, De Graff, Ohio -- report on competitive factors. Submitted, December 19, 1996. Cleveland People’s Banking and Trust Company, Marietta, Ohio, proposed purchase of the assets and assumption of the liabilities of the Baltimore branch of National City Bank of Columbus, Columbus, Ohio -- report on competitive factors. Submitted, December 19, 1996. Dallas Prime Bank, Channelview, Texas, proposed merger with First Northwestern Bank, N.A., Houston, Texas -report on competitive factors. Submitted, December 16, 1996. New York Safra National Bank of New York, New York, New York, proposed merger with United Mizrahi Bank and Trust Company of New York -- report on competitive factors. Submitted, December 18, 1996. San Francisco Sierra National Bank, Tehachapi, California, proposed acquisition of the Tehachapi branch of Wells Fargo Bank, N.A., San Francisco, California -- report on competitive factors. Submitted, December 16, 1996. Dallas Town and Country Bank, Stephenville, Texas, proposed acquisition of the assets and assumption of the liabilities of a branch at 609 S.W. Bend Trail, Glen Ross, of Texas Bank, Weatherford, Texas -report on competitive factors. Submitted, December 16, 1996. H.2 DECEMBER 16, 1996 PAGE 11 TO DECEMBER 20, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS St. Louis Union Planters Bank of Southeast Missouri, Cape Girardeau, Missouri, proposed merger with Citizens First Financial Bank, Dexter; First Financial Bank of Southeast Missouri, Sikeston; and First Financial Bank of Ste. Genevieve County, Ste. Genevieve, Missouri -- report on competitive factors. Submitted, December 17, 1996. EXTENSIONS OF TIME Director, BS&R AmSouth Bancorporation, Birmingham, Alabama -extension to divest certain property. Granted, December 17, 1996. Atlanta Barnett Banks, Inc., Jacksonville, Florida -extension to March 23, 1997, to engage de novo in acting as agent in private placement securities through Barnett Securities, Inc. Granted, December 18, 1996. New York Bayerische Vereinsbank AG, Munich, Germany -extension to March 12, 1997, to engage in lending activities through VB Structured Finance Inc., New York, New York. Granted, December 18, 1996. Chicago Brickyard Bancorp, Inc., Chicago, Illinois -extension to March 25, 1997, to acquire Sysco Financial, Inc., Lincolnwood, Illinois, and Brickyard Bank. Granted, December 16, 1996. Director, BS&R Citizens Financial Group, Inc., Providence, Rhode Island, and Citizens Bank of Massachusetts -extension to divest certain property. Granted, December 16, 1996. Atlanta First Bankshares of West Point, Inc., West Point, Georgia -- extension to March 17, 1997, to merge with Canebrake Bancshares, Inc., Uniontown, Alabama, and acquire First State Bank of Uniontown. Granted, December 20, 1996. H.2 DECEMBER 16, 1996 PAGE 12 TO DECEMBER 20, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY EXTENSIONS OF TIME Chicago I.S.B. Financial Corp., Oak Forest, Illinois -extension to March 24, 1997, to engage de novo in lending activities. Granted, December 17, 1996. Minneapolis Norwest Corporation, Minneapolis, Minnesota; Norwest Financial Services, Inc., Des Moines, Iowa; and Norwest Financial Inc., Des Moines, Iowa -extension to February 22, 1997, to engage in the issuance and sale at retail of money orders. Granted, December 20, 1996. San Francisco PNB Financial Group, Newport Beach, California -extension to October 17, 1997, for change in bank control. Granted, December 18, 1996. Chicago Southwest Financial Group of Iowa, Inc., Red Oak, Iowa -- extension to March 26, 1997, to engage de novo in lending activities. Granted, December 16, 1996. Cleveland Wesbanco, Inc., Wheeling, West Virginia -- extension to March 20, 1997, to acquire Vandalia National Corporation, Morgantown, West Virginia. Granted, December 19, 1996. San Francisco WKS, Inc., Fresno, California -- extension to February 7, 1997, to acquire Sierra Thrift, upon conversion to a state-chartered commercial bank. Granted, December 17, 1996. Kansas City American Bank, Wichita, Kansas -- to become a member of the Federal Reserve System. Approved, December 20, 1996. Secretary Pacific Coast Bankers’ Bank (in organization), San Francisco, California -- to become a member of the Federal Reserve System. Approved, December 17, 1996. MEMBERSHIP H.2 DECEMBER 16, 1996 PAGE 13 TO DECEMBER 20, 1996 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY REGULATIONS AND POLICIES Secretary FOMC Federal Open Market Committee -- minutes of the meeting on November 13, 1996. Published, December 20, 1996. RESERVE BANK SERVICES Director, FRBO Federal Reserve Bank of San Francisco -- to offer electronic cash letter CECL) deposit products and joint ECL and payor bank service discounts to customers who send and receive electronic files from a Twelfth District office. Approved, December 16, 1996. H.2 DECEMBER 16, 1996 PAGE 14 ADDITIONS AND CORRECTIONS TO DECEMBER 20, 1996 ACTIONS TAKEN BY THE BOARD OF GOVERNORS REGULATIONS AND POLICIES Regulation C -- amendment to implement increase in the asset-size exemption from disclosure requirements for depository institutions (Docket R-0951). Approved, December 13, 1996. ADDITIONS AND CORRECTIONS ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Chicago Pineries Bankshares, Inc., Stevens Point, Wisconsin - to acquire Mattoon State Bank, Mattoon, Wisconsin. Approved, December 13, 1996. COMPETITIVE FACTORS REPORTS Boston Washington Trust Company of Westerly, Westerly, Rhode Island, proposed purchase of certain assets and assumption of certain liabilities of a branch of First Union Bank of Connecticut, Stamford, Connecticut -- report on competitive factors. Submitted, December 12, 1996. FEDERAL RESERVE BANK OF BOSTON APPLICATIONS SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Comment Period Ending Date Application NONE SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Application Comment Period Ending Date Granite State Bankshares, Inc., Keene, New Hampshire (Bankshares) - notice of Change in Control by Granite State Bankshares, Inc. Employee Stock Ownership Plan to acquire 0.57% of Bankshares and thereby own 10.38% Newspaper Not Yet Established Federal Register Not Yet Established SECTION H I -.APPLICATIONS SUBJECT TQ FEDERAL REGISTER NOTICE ONLY Application Comment Period Ending Date NONE SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER OR NEWSPAPER NOTICE Application NONE SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS Institution Examination Date Rating** NONE ♦Subject to CRA. ♦♦Rating Definitions: "0" - Outstanding; "S" - Satisfactory; Improve; "SN" - Substantial Noncompliance. "N" - Needs to FEDERAL RESERVE BANK OF NEW YORK Comment Period Ending Date SECTION I Applications Subject to Newspaper _____ Notice Only_____ None. SECTION II Applications Subject to Both Newspaper and Federal Register Notice None. SECTION III Nonbanking Applications (subject to Federal Register Notice Only I The Bank o f New York Company, Inc., New York, New York, N ew York, to engage through its subsidiary, BNY Capital Markets Inc., in the underwriting and dealing, to a limited degree, in all debt and equity securities. N/A Canadian Imperial Bank o f Commerce, Toronto, Canada, to engage de novo through CIBC Investment Corporation in trading, for non-hedging purposes, in options, options on futures and futures on securities indices and money market instruments. N/A The Toronto-Dominion Bank, Toronto, Canada, and Waterhouse Investor Services, New York, New York (“Waterhouse”; together Notificants), to engage in a joint venture through which they will acquire through Waterhouse 50 percent o f the voting shares o f Marketware International, Inc., Holmdel, New Jersey, and thereby to provide data processing activities and transmission services. N/A SECTION IV Applications Not Involving Public Comment None. SECTION V Availability of CRA Public Evaluations In connection with the assessment o f each insured depository institution's CRA performance, a rating is assigned from the following group: Outstanding record o f meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record o f meeting community credit needs. An institution in this group has a satisfactory record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record o f meeting community credit needs. An institution in this group needs to improve its overall record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. Week Ending December 21.1996 NAME OF BANK I RATING Subject to provisions o f Community Reinvestment Act. Z ' Later o f dates specified in newspaper and Federal Register notices. V Date specified in newspaper notice: a later date may be specified in the Federal Register notice. 4 Date specified in Federal Register notice: a later date may be specified in the newspaper notice. N A - Not Available EXAMINATION DATE FEDERAL RESERVE BANK OF PHILADELPHIA SECTION I - APPLICATIONS RECEIVED AND SUBJECT TO NEWSPAPER NOTICE ONLY NONE SECTION H - APPLICATIONS RECEIVED AND SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Fulton Financial Corporation, Lancaster, PA to acquire 100 percent of The Woodstown National Bank & Trust Company, W oodstown, NJ, pursuant to Section 3(a)(3) of the Bank Holding Company Act. Newspaper comment period expires: Federal Register comment period expires: 01/17/97 N/Avail SECTION m - APPLICATIONS RECEIVED AND SUBJECT TO FEDERAL REGISTER NOTICE ONLY NONE SECTION IV - APPLICATIONS RECEIVED AND NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NONE FEDERAL RESERVE BANK OF PHILADELPHIA SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS The following institutions were examined for CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the week ending December 20, 1996. Identification of Ratings In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following groups: Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record o f ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Bank/Location Examination Date CRA Ratin 2 NONE NONE NONE APPLICATIONS BULLETIN (For the week ending December 21, 1996) Page 1 o f 1 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY NONE n SECTION - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Received application from FJSB Bancshares, Inc., Fort Jennings, Ohio, on December 20, 1996, to acquire The Fort Jennings State Bank, Fort Jennings, Ohio, pursuant to Section 3(a)(1) of the Bank Holding Company Act. *N: December 27, 1996 SECTION HI - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY NONE SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Received notice from Key Bank, New York, Albany, New York, on December 13, 1996, o f its intent to retain its branch located in George Town, Grand Cayman, Cayman Islands, British West Indies, after its conversion to a national banking charter. * - Subject to CRA N - Newspaper Comment Period F - Federal Register Comment Period it - Expected to End 30 Days from Date of Receipt AVAILABILITY OF CRA PUBLIC EVALUATIONS (December 20, 1996) The following state member banks have been examined by the Federal Reserve Bank of Cleveland for compliance with The Community Reinvestment Act. A public evaluation document became available from the bank(s) listed below during the week ended December 20, 1996. If you are interested in obtaining a copy o f an evaluation document, please contact the bank(s) directly. There are four descriptive ratings for CRA: OUTSTANDING: a bank in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SATISFACTORY: a bank in this group has a satisfactory record o f ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NEEDS TO IMPROVE: a bank in this group needs to improve its overall record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SUBSTANTIAL NON COMPLIANCE: a bank in this group has a substantially deficient record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NONE Federal Reserve Bank of Richmond S e c tio n I - A p p lic a tio n s S u b j e c t t o N ew spaper N o t i c e O n ly A p p lic a tio n Comment P e r io d E n d in g D a te C r e s t a r Bank, bran ch es a t V ie n n a , th e fo llo w in g S u p e rc e n te rs a t V ir g in ia , e s ta b lis h lo c a tio n s : W al-M art Richmond, 1140 0 W est B ro ad S t r e e t Road, V ir g in ia ; S u p erm arket a t to 790 1 B rook Road, and a t G le n A l l e n , V ir g in ia , and i n t h e H an naford 7 9 5 1 Brook Road, Richmond, V ir g in ia .* 1-1 2 -9 7 The Bank o f T id e w a t e r , V ir g in ia B each , V ir g in ia , t o o p e r a t e a m o b ile b r a n c h t o p i c k up n o n cash d e p o s its lo c a tio n s o f b u s in e s s c u sto m e rs a t g e n e r a l th r o u g h o u t V i r g i n i a and C h e sa p e a k e , Farm ers Bank o f M a ry la n d , N o r f o lk , 1-13 -9 7 A n n a p o lis , t o m erge w i t h F i r s t V i r g i n i a M a ryla n d , B e ach , V ir g in ia .* Bel A ir , M aryla n d , B a n k -C e n t r a l M a r y la n d .* S e c tio n II 1-15 -9 7 - Ap p l i c a t i o n s Subj e c t t o B o th Newspa p e r and..Fe d e r a l Reg i s t e r N otice* Cpmmpnt; P e r io d . M $ i m A p p l i c a t io n C a r o li n a F i r s t C a r o lin a , C o r p o r a tio n , to a c q u ir e O r g a n i z i n g Group, G r e e n v ille , sh ares o f I n c ., Bank, F . S .B , M a r ie tta , S e c tio n III S o u th In te r n e t R o s w e ll, and t h e r e b y i n d i r e c t l y a c q u i r e G e o r g ia , P re m ier S a v in g s G e o r g ia . - A p p lic a tio n s A p p lic a tio n 1 -6 -9 7 * * S u b je c t to F e d e r a l R e g i s t e r N o t ic e Comment P e r io d E n d in g D a te N o n e. S e c tio n IV - A p p l i c a t i o n N ot S u b j e c t t o F e d e r a l R e g i s t e r N o t ic e o r N ew spaper N o t i c e Ap p l i c a t i o n P a te C r e s t a r Bank, V ie n n a , V ir g in ia , to c a p ita l sto ck . reduce i t s ♦ A p p lic a tio n i s s u b je c t to f o r p e r m is s io n CRA r e q u ir e m e n t s . ♦ ♦ E xp iratio n o f comment p e r i o d s p e c i f i e d in th e F e d eral R e g i s t e r . F e d e r a l R e s e r v e Bank o f Richmond Se c t i o n . V„ - f al l i b i l i t y o f CRA.P u b l i c E v a l u a t i o n s Week e n d in g Decem ber 20, 1996 D e f in it io n _ o f R a tin g s O u t s t a n d in g r e c o r d o f m e e tin g com m unity c r e d i t n e e d s . An i n s t i t u t i o n in th is g ro u p h a s an o u t s t a n d i n g r e c o r d o f , a s c e r t a i n i n g and h e l p i n g t o m eet t h e c r e d i t n e e d s o f com m unity, in c lu d in g s i s t e n t w ith i t s its and i s e n tir e lo w - and m o d e ra te -in c o m e n e ig h b o r h o o d s , a le a d e r in , d e lin e a te d i n a manner c o n r e s o u r c e s and c a p a b i l i t i e s . S a t i s f a c t o r y r e c o r d o f m e e tin g com m unity c r e d i t n e e d s . An i n s t i t u t i o n in th is h e l p i n g t o m eet t h e in c lu d in g w ith i t s N eeds t o g ro u p h a s a s a t i s f a c t o r y c r e d it needs o f its e n tir e r e c o r d o f a s c e r t a i n i n g and d e lin e a te d lo w - and m o d e r a te -in c o m e n e ig h b o r h o o d s , com m unity, i n a manner c o n s i s t e n t r e s o u r c e s and c a p a b i l i t i e s . im prove r e c o r d o f m e e tin g com m unity c r e d i t n e e d s . An i n s t i t u t i o n in th is g ro u p n e e d s t o im prove i t s t a i n i n g and h e l p i n g t o m eet t h e c r e d i t n e e d s o f com m unity, in c lu d in g c o n s is t e n t w ith i t s o v e r a ll its e n tir e record o f a sc e r d e lin e a te d lo w - and m o d e ra te -in c o m e n e ig h b o r h o o d s , i n a manner r e s o u r c e s and c a p a b i l i t i e s . S u b s t a n t i a l n o n c o m p lia n c e i n m e e tin g com m unity c r e d i t n e e d s . An i n s t i t u t i o n in th is g ro u p h a s a s u b s t a n t i a l l y d e f i c i e n t t a i n i n g and h e l p i n g t o m eet t h e c r e d i t n e e d s o f i t s i n c l u d i n g lo w - and m o d e r a te -in c o m e n e ig h b o r h o o d s , its e n tir e record o f a s c e r d e l i n e a t e d com m unity, i n a manner c o n s i s t e n t w i t h r e s o u r c e s and c a p a b i l i t i e s . E x a m in a tio n ____ ESJtS___ R a tin g T r i a n g l e Bank 4800 S i x F o rk s Road R a le ig h , N o rth C a r o l i n a 2 7 6 0 9 -5 2 4 5 9 -3 - 9 6 S a tis fa c to r y Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending December 20. 1996 S e c tio n 1 - A p p l i c a t i o n s S u b j e c t t o N ew spaper N o t ic e O n ly Comment Period Ending Pate A p p lic a tio n Compass Bank 12 -2 9 -9 6 * J a c k s o n v ille , F lo r id a To e s t a b l i s h a b ra n c h l o c a t e d a t 14 3 73 Beach B o u le v a r d , J a c k s o n v i l l e , F l o r i d a , be known a s t h e San P a b lo B ran ch . S e c tio n 2 - A p p lic a tio n s Newspaper Ap p l i c a t i o n to S u b je c ti t o B oth Regigtmftptir.ee Comment P e r io d E n d in g D ate Compass B a n c s h a r e s , I n c . 0 1 -2 3 - 9 6 * Birm ingham , Alabam a New spaper A lo n g w ith Compass Banks o f T e x a s , I n c ., Birm ingham , Alabam a, and Compass B a n c o r p o r a tio n o f T e x a s , I n c . , W ilm in g to n , D e la w a re , t o a c q u ir e H o rizo n B an co rp, I n c ?, A u s t i n , T e x a s , and i t s s u b s i d i a r y , H o rizo n Bank & T r u s t , SSB, A u s t i n , T e x a s , and t h e r e b y en ga g e i n o p e r a t in g a s a v i n g s a s s o c i a t i o n , p u r s u a n t t o S e c t i o n 2 2 5 .2 5 (b ) (9) o f R e g u la t io n Y and S e c t i o n 4 (c ) (8) o f th e Bank H o ld in g Company A c t . The C o lo n i a l BancGroup, I n c . Not y e t a v a i l a b l e * M ontgom ery, Al&b^ma To merge w it h Sb^rorock H o ld in g , I n c . , E v e r g r e e n , Alabam a, and t h e r e b y d i r e c t l y a c q u ir e i t s s u b s i d i a r y , The Union Bank, E v e r g r e e n , Alabam a, p u r s u a n t t o S e c t i o n 3 ( a ) (5) p f t h e Bank H o ld in g Company A c t . S e c t i o n 3 - A p p l i c a t i o n s S u b j e c t t o F e d e r a l R e g i s t e r O n ly A p p lic a tio n Comment P e r io d En din g D a te None. S e c t i o n 4 - A p p l i c a t i o n s N ot S u b j e c t t o F e d e r a l R e g i s t e r N o t i c e or Newspa p e r N o t ic e App.Hgatian FNC B an co rp , I n c . D o u g la s , G e o r g ia Commitment w a iv e r r e q u e s t . ♦ S u b ject t o p r o v i s i o n s o f t h e Community R e in v e s tm e n t A c t . Eafleral Reserve Bank .of Atlanta Applications Bulletin for Week Ending December 20, 1996 gQ.cti.Qn 10 - AYflilablli,tx-Q.L-CRA Public Bval^atiQas The CRA p u b l i c e v a l u a t i o n s o f th e in su re d d e p o s it o r y i n s t i t u t i o n s l i s t e d below became a v a i l a b l e d u r in g t h i s w eek. In fo rm atio n ab ou t an i n s t i t u t i o n ' s CRA e v a lu a t io n may be o b t a in e d d i r e c t l y from th e i n s t i t u t i o n . In c o n n e c tio n w ith th e a sse ssm e n t o f an i n s t i t u t i o n ' s CRA perform ance, a r a t i n g i s a s s i g n e d from the f o llo w in g g ro u p s: O u ts ta n d in g r e c o r d o f m e e tin g community c r e d i t n eed s: An i n s t i t u t i o n has an o u t s ta n d in g r e c o r d o f , and i s a le a d e r in , a s c e r t a i n in g and h e l p i n g t o meet th e c r e d i t needs o f i t s e n t i r e d e l i n e a t e d community, in c lu d in g lo w - and m oderateincome n e ig h b o rh o o d s, in a manner c o n s i s t e n t w ith i t s r e s o u r c e s and c a p a b i l i t i e s . S a t i s f a c t o r y r e c o r d o f m eetin g community c r e d i t n eed s: An i n s t i t u t i o n h as a s a t i s f a c t o r y r e c o r d o f a s c e r t a i n i n g and h e lp in g t o meet th e c r e d i t need s o f i t s e n t i r e d e l in e a t e d community, i n c lu d i n g low- and m oderate-incom e n e ig h b o rh o o d s, in a manner c o n s i s t e n t w ith i t s r e s o u r c e s and c a p a b i l i t i e s . Needs t o improve r e c o r d o f m e e tin g community c r e d i t n eed s: An i n s t i t u t i o n needs t o improve i t s o v e r a l l r e c o r d o f a s c e r t a i n in g and h e lp in g t o meet th e c r e d i t needs of its e n tir e d e lin e a te d community, in c lu d in g lo w and m oderate-incom e n e ig h b o rh o o d s, i n a manner c o n s i s t e n t w ith i t s r e s o u r c e s and c a p a b i l i t i e s . S u b s t a n t i a l noncom pliance i n m eetin g community c r e d i t n e ed s: An i n s t i t u t i o n has a s u b s t a n t i a l l y d e f i c i e n t r e c o r d o f a s c e r t a i n in g and h e lp in g t o m eet th e c r e d i t n eeds o f i t s e n t i r e d e l i n e a t e d community, in c lu d in g lo w - and m oderate-incom e n e ig h b o rh o o d s, i n a manner c o n s i s t e n t w ith i t s r e s o u r c e s and c a p a b i l i t i e s . Bank CRA R a tin g F i r s t P r o g r e s s iv e Bank P o st O f f i c e Box 1267 Brewton, Alabama 36427 (334 )8 6 7-770 6 S a tis fa c to r y E xa m in a tio n D ate 0 9-0 9-96 Federal R e se rv e Bank of A t l a n t a Ap plications Bulletin for We ek E n di ng D e c e m b e r 20. Recently Approved ADDlications AmSouth Bancorporation Birmingham, Alabama Commitment waiver request. 1996 Aonroval Date 12-17-96 Fifth Third Bank of Florida 12-20-96 Naples, Florida To establish a branch located at 9000 Bonita Beach Road, Bonita Springs, Florida, to be known as the Bonita Banking Center. SunTrust Bank, Atlanta 12-19-96 Atlanta, Georgia To establish a branch located at 113 Joel Cowan Highway,, Peachtree City, Georgia. Federal Reserve Bank of Chicago Section I - Applications Subject to Newspaper Notice Only Type Application Comment Period Ending Date Branch Isabella Bank and Trust Mt. Pleasant, Michigan 1125 N. McEwan Street Clare, Michigan NP -12-19-96 Branch Union Bank & Trust Company Evansville, Wisconsin 121 Fifth Avenue Belleville, Wisconsin NP -12-21-96 Branch NBD Bank Detroit, Michigan 800 Ship Street St. Joseph, Michigan NP - 12-21-96 3(a)(1) Notice Lakeland Financial Corporation Round Lake Heights, Illinois Lakeland Community Bank Round Lake Heights, Illinois NP - 12-31-96 Branch First Bank & Trust of Evanston Evanston, Illinois 2925 Central Street Evanston, Illinois NP - 1-13-97 NP - Newspaper FR - Federal Register * - Subject to Provisions of Community Reinvestment Act ** - Not available at this time Federal Reserve Bank of Chicago Section I - Applications Subject to Newspaper Notice Onlv-cont’d Comment Period Ending Date Type Application Branch F&M Bank Portage County Park Ridge, Wisconsin 128 Highway 10 East Amherst, Wisconsin NP - 12-31-96 BHC-OT ABN AMRO Bank, N.V. Amsterdam, The Netherlands representative office in Minneapolis, Minnesota NP -12-24-96 Merger & Branch Pullman Bank and Trust Company Chicago, Illinois Pullman Bank of Commerce & Industry Chicago, Illinois Branch at 6100 N. Northwest Highway Chicago, Illinois NP - * * Member Michigan Heritage Bank Novi, Michigan (in organization) To become a member of the Federal Reserve System NP - ** NP - Newspaper FR - Federal Register * - Subject to Provisions of Community Reinvestment Act ** - Not available at this time Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Cont’d Comment Period Ending Date Type Application 3(a)(1) AmeriMark Financial Corporation. * Oak Brook, Illinois Duco Bancshares, Inc. Villa Park, Illinois Bank of Illinois in DuPage Villa Park, Illinois FR -12-20-96 NP -1-12-97 3(a)(1) River Cities Bancshares, Inc.* Wisconsin Rapids, Wisconsin River Cities Bank (in organization) Wisconsin Rapids, Wisconsin FR - 01-03-97 NP -12-26-96 3(a)(3) Security National Corporation* FR - 01-6-97 Sioux City, Iowa NP - ** Security National Bank of South Dakota (in organization) Dakota Dunes, South Dakota 3(a)(3) Heartland Financial USA, Inc.* Dubuque, Iowa Cottage Grove State Bank Cottage Grove, Wisconsin F R -01-15-97 NP - ** 3(a)(1) Vermilion Bancorp, Inc.* Danville, Illinois American Savings Bank of Danville Danville, Illinois FR - ** NP - ** 3(a)(1) Michigan Heritage Bancorp,Inc.* Novi, Michigan Michigan Heritage Bank (in organization) Novi, Michigan FR - ** NP - ** 3(a)(1) Iron Horse Bancshares, Inc.* Mazomanie, Wisconsin The Peoples State Bank of Mazomanie, Wisconsin Mazomanie, Wisconsin FR - ** NP - ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Cont’d Comment Period Ending Date Type Application 3(a)(1) Pineries Bankshares, Inc.* Stevens Point, Wisconsin Mattoon State Bank Mattoon, Wisconsin FR -12-19-96 NP -12-15-96 3(a)(1) Bando McGlocklin Capital Corporation* Pewaukee, Wisconsin InvestorsBank Pewaukee, Wisconsin (in organization) FR -12-27-96 NP -12-23-96 3(a)(1) CH and JD Byrum, LLC* Indianapolis, Indiana American State Corporation Lawrenceburg, Indiana American State Bank Lawrenceburg, Indiana FR -12-27-96 NP -12-2-96 3(a)(3) Old Kent Financial Corporation* Grand Rapids, Michigan Old Kent Bank, National Association (in organization) Jonesville, Michigan FR -12-20-96 NP - * * COC-HC APM Bancorp, Inc. Buffalo, Iowa By James A. Matthys FR - 1-10-97 NP - ** 3(a)(3) Beaman Bancshares, Inc.* Beaman, Iowa Producers Savings Bank Green Mountain, Iowa FR -12-23-96 NP -12-24-96 3(a)(5) Associated Banc-Corp.* Green Bay, Wisconsin Centra Financial, Inc. West Allis, Wisconsin Central Bank West Allis, Wisconsin FR -12-20-96 NP -12-16-96 Federal Reserve Bank of Chicago Section III - Applications Subject to Federal Register Notice Only cont’d Comment Period Ending Pate Type Application 4(c)(8) AmeriMark Financial Corporation Oak Brook, Illinois Banill Corporation Villa Park, Illinois FR -12-20-96 4(c)(8) Bando McGlocklin Capital Corporation Pewaukee, Wisconsin Bando McGlocklin Investment Corporation Pewaukee, Wisconsin Bando McGlocklin Small Business Lending Company Pewaukee, Wisconsin FR -12-27-96 4(c)(8) Denmark Bancshares Denmark, Wisconsin Zeamer Insurance Agency Greenleaf, Wisconsin PR _ ** 4(c)(8) Bank of Montreal Toronto, Canada Cebra, Inc. Toronto, Canada FR _ ** Federal Reserve Bank of Chicago Section IV - Applications Not Subject to Federal Register or Newspape Notice Type None Application Federal Reserve Bank of Chicago Section V - Availability of CRA Public Evaluations The following state member banks have been examined by the Federal Reserve Bank of Chicago for compliance with the CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the week ending December 20, 1996. If you are interested in obtaining a copy of the evaluation document, please contact the bank(s) directly. Identification of Ratings O- An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. S- An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NI - An institution in this group has a needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SN - An institution in this group has a substantial noncompliance record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilies. BANK NAME/LOCATION EXAMINATION DATE RATINGS Fifth Third Bank of Central Indiana 251 North Illinois Street Indianapolis, Indiana 46204-2904 (317) 383-2300 6/24/96 S Farmers & Merchants Savings Bank 101 East Main Street P.O. Box 588 Manchester, Iowa 52057-0588 (319) 927-4475 8/12/96 S Bloomingdale Bank and Trust 150 South Bloomingdale Road P.O. Box 6312 Bloomingdale, Illinois 60108-6312 (630) 924-8500 8/19/96 S PAGE TWO Wayne Bank & Trust 145 West Main P.O. Box 210 Cambridge City, Indiana 47327-0210 (317) 478-3561 8/12/96 Federal Reserve Bank o f St. Louis FOR THE WEEK ENDING DECEMBER 20,1996 SECTION I - APPLICATIONS SURTECT TO NEWSPAPER NOTICE Application End of Comment Period * Section 3(a)(1) notification by Home BancShares, Inc., Selmer, Tennessee, to acquire Home Banking Company, Selmer, Tennessee. 12-28-96 SECTION H - APPLICATIONS SURTECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Application End of Comment Period * Section 4(c)(8) notification by National City Bancshares, Inc., Evansville, Indiana, to acquire First Federal Savings Bank of Leitchfield, Leitchfield, Kentucky. Newspaper: 1-15-97 * Section 3(a)(1) application by Waterfield Bank Corp., Indianapolis, Indiana, to acquire First National Bank o f Mitchell, Mitchell, Indiana. Newspaper: 1-20-97 * Section 3(a)(3) application by Union Planters Corporation, 'Memphis, Tennessee, to acquire SBT Bancshares, Inc., Selmer, Tennessee. Newspaper: 1-19-97 ♦Section 3(a)(1) application by Pontotoc BancShares Corp., Pontotoc, Mississippi, to acquire First National Bank, Pontotoc, Mississippi. Newspaper: 1-17-97 SECTION HI - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE Application End of Comment Period None. SECTION IV - APPLICATIONS NOT SURTECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Application None. * This application/notification is subject to CRA. End of Comment Period FED ER A L RESERVE BANK O F ST . L O U IS FOR THE WEEK ENDING December 2 0 ,1 9 9 6 S E C T IQ IP -- AVAILABILITY OF CRA PUBLIC DISCLOSURES Identification of Ratings: Outstanding record o f meeting community credit needs An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record o f meeting community credit needs An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record o f meeting community credit needs An institution in this group needs to improve its overall record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs An institution in this group has a substantially deficient record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Name of Bank None Bank Address Examination Examination Date Rating FED ER A L R E SE R V E B A N K O F M IN N E A P O L IS Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Application NONE. FE D E R A L R E SE R V E B A N K O F M IN N E A P O L IS Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Application BankWest Financial, Kalispell, Montana, for prior approval to become a bank holding company through the acquisition of 100% of the voting shares of BankWest, National Association, Kalispell, Montana. * January 21, 1997 (Federal Register) * Subject to CRA FED ER A L R E SE R V E B A N K O F M IN N E A P O L IS Section III - Applications Subject to Federal Register Notice Only Application Comment Period Ending Date Norwest Corporation, Minneapolis, Minnesota and Norwest Financial Services, Inc., Des Moines, Iowa, to engage in automobile financing through the acquisition of Reliable Financial Services, Inc., San Juan, Puerto Rico. Not yet available Norwest Corporation, Minneapolis, Minnesota, to acquire the brokerage business of Central Bank and Trust, Fort Worth, Texas. January 10, 1997 Norwest Corporation, Minneapolis, Minnesota, to acquire the mortgage business of Central Bank and Trust, Fort Worth, Texas. January 10, 1997 FEDERAL RESERVE BANK OF MINNEAPOLIS Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application Ben Tempel to become a co-trustee of a trust that controls 23% of the voting shares of Flathead Holding Company of Bigfork, Bigfork, Montana. Ben Tempel to become a co-trustee of a trust that controls 73% of the voting shares of Mountain Bank System, Inc., Whitefish, Montana. FEDERAL RESERVE BANK OF MINNEAPOLIS Section V - Availability of CRA Public Evaluations week ending December 20, 1996 ASSIGNMENT OF RATING Identification oLEatmgs In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following groups: OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SUBSTANTIAL NONCOMPLIANCE IN MEETING COMMUNITY CREDIT NEEDS. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low-and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. BANK(S) EXAMINED DATE OF EXAMINATION CRA RATING Peoples State Bank of Plainview 300 West Broadway, Box 607 Plainview, MN 55964-0607 (507) 534-3137 September 3, 1996 Satisfactory American Bank 1325 Main Street Billings, MT 59105-1741 (406) 252-6322 September 9, 1996 Outstanding Federal Reserve Bank of Kansas C ity SECTION 1 - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING DATE None. n SECTION - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION COMMENT PERIOD ENDING DATE None. SECTION m - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING DATE None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION None. SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS Identification of Ratings In connection with the assessment o f each insured depository institution's CRA performance, a rating is assigned from the following groups: Outstanding record of meeting community credit needs An institution in this group has an outstanding record o f ascertaining and helping to meet the credit needs of its entire delineated community, including low - and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF DECEMBER 16, 1996 SECTION I • APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY A P P L IC A T IO N N O TIC E EXP None. SECTION II • APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE A P P L IC A T IO N * * N O TIC E E X P * S e c t i o n 3 ( a ) ( 1 ) a p p lic a tio n by Laguna Madre B an csh ares, I n c ., So uth P a d re I s l a n d , T X , t o a c q u ire Laguna Madre D e law a re B ancshares, I n c ., D o v e r, D E , and F i r s t N a tio n a l Bank o f South Padre I s l a n d , S o u th Padre I s la n d , TX N/A *S e c t i o n 3 ( a ) ( 1 ) a p p lic a tio n by Laguna Madre D elaw are Ban csh ares, I n c ., D o v e r , D E , t o a c q u ire F i r s t N a tio n a l Bank o f S o u th Pa d re I s la n d , South Padre I s l a n d , TX N /A * S e c t i o n 3 ( a ) ( 1 ) a p p lic a tio n by F i r s t A lam ogordo Bancorp o f Nevada, I n c ., R en o, N V , t o a c q u ire F i r s t N a tio n a l Bank o f A la m o g o rd o , A la m o go rd o, NM, and F i r s t N a tio n a l Bank o f R u id o s o , R u id o s o , NM N/A SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY A P P L IC A T IO N None. N O TIC E E X P Federal Reserve Bank of Kansas C ity Satisfactory record of meeting community credit needs An institution in this group has a satisfactory record o f ascertaining and helping to meet the credit needs of its entire delineated community, including low - and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs An institution in this group needs to improve its overall record o f ascertaining and helping to meet the credit needs o f its entire delineated community, including low - and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs An institution in this group has a substantially deficient record o f ascertaining and helping to meet the credit needs of its entire delineated community, including low - and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Bank/Location Exam Date CRA Public Date WestStar Bank 108 S. Frontage Road W est V ail, Colorado 91657-0000 09/09/96 12/16/96 *Application is subject to CRA. CRA Rating Satisfactory SECTION IV • APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE A P P L IC A T IO N None. * S U B JEC T TO CRA. * * E X P IR A T IO N DATE IS THE DATE S P E C IF IE D IN TH E NEWSPAPER N O TIC E O N LY . N /A - NOT A V A IL A B L E A T TH IS T IM E . SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS FOR THE WEEK OF DECEMBER 16. 1996 O u ts ta n d in g re c o rd o f m eeting community c r e d i t needs. An i n s t i t u t i o n in t h i s g ro u p has an o u ts ta n d in g re c o rd o f , and i s a le a d e r i n , a s c e r ta in in g and h e lp in g t o meet th e c r e d i t needs o f i t s e n t i r e d e lin e a te d com m unity, in c lu d in g lo w - and m o d e ra te -in co m e n e ig h b o rh o o d s , in a manner c o n s is te n t w ith i t s re s o u rc e s and c a p a b ilitie s . S a t i s f a c t o r y re c o rd o f m eeting community c r e d it needs. An i n s t i t u t i o n in t h i s group has a s a t i s f a c t o r y re c o rd o f a s c e r ta in in g and h e lp in g t o meet th e c r e d i t needs o f i t s e n t i r e d e lin e a te d com m unity, in c lu d in g lo w - and m oderate-incom e n e ig h b o rh o o d s, in a manner c o n s is te n t w ith i t s re s o u rc e s and c a p a b i l i t i e s . Needs t o Im prove re c o rd o f m eeting community c r e d it n eed s. An i n s t i t u t i o n i n t h i s g roup need t o im prove i t s o v e r a l l re c o rd o f a s c e r ta in in g and h e lp in g t o meet th e c r e d it needs o f i t s e n t i r e d e lin e a te d com m unity, in c lu d in g low - and m oderate-incom e n e ig h b o rh o o d s , in a manner c o n s is te n t w ith i t s resources and c a p a b i l i t i e s . S u b s ta n tia l Noncom pliance in m eeting community c r e d it n e e d s. An i n s t i t u t i o n in t h i s group has a s u b s t a n t i a l l y d e f i c i e n t re c o rd o f a s c e r ta in in g and h e lp in g t o meet th e c r e d it needs o f i t s e n t i r e d e lin e a te d com m unity, in c lu d in g low - and m oderate-incom e n e ig h b o rh o o d s , in a manner c o n s is te n t w ith i t s resources and c a p a b i l i t i e s . D ate o f Exa m in a tio n Bank F i r s t Bank & T r u s t 96/09/09 Company Main S t r e e t P . 0 . Box 158 Dawson, Te xa s CRA R a tin g S a tis fa c to ry 76 639-0158 RSSD# 552657 F i r s t S t a t e Bank o f M in e ra l W e lls 10 1 E . Hubbard P . 0 . Box 1528 M in e ra l W e lls , Te xa s 76 06 8-1528 RSSD# 238755 96/09/09 S a tis fa c to ry FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS APPROVED DURING THE WEEK OF DECEMBER 1 6 , 1996 A P P LIC A T IO N DATE N o tic e by F i r s t R ie s e l C o r p o r a tio n , R i e s e l , T X , t o p urch ase 5 ,5 5 7 shares o f i t s common s to c k 9 6 /12 /16 S e c tio n 3 ( a ) ( 1 ) a p p lic a tio n by F i r s t M in e o la , I n c . , M in e o la , T X , t o a c q u ire F i r s t N a tio n a l Bank, M in e o la , TX 9 6 /12/17 FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 12/20/96 S e c tio n I - A p p lic a t io n s S u b je c t t o Newspaper N o tic e O n ly A p p lic a t io n Comment P e r io d En d in g D ate None S e c tio n I I - A p p l i c a t i o ns S u b je c t t o B o th Newspaper a n d .f e d e r a l .R e g i s t e r Not i c e W estam erica B a n c o r p o ra tio n , San R a f a e l , C a l i f o r n i a , t o merge w ith V a l l i C o r p H o ld in g s , I n c ., Fre s n o , C a lifo r n ia . * New spaper; 1/0 9 /9 7 F e d . R e a .: 1/2 1/9 7 W estam erica B a n c o r p o ra tio n . San R a f a e l . C a l i f o r n i a , t o a c q u ir e , as an o p t i o n , 1 9 .9 p e rc e n t o f V a lliC o r p H o ld in g s , In c . Fre s n o , C a lifo r n ia . * New spaper: 1/0 9 /9 7 F e d . R e g .: 1/2 1/9 7 TRP A c q u is it io n C o r p o r a tio n , B u rr R id g e , I l l i n o i s , t o become a bank h o ld in g company by a c q u ir in g Tra n s P a c i f i c B a n c o rp , San F r a n c is c o , C a l i f o r n i a . * New spaper; N o t a v a ila b le Fed,, B e g , ; N o t a v a ila b le TRP A c q u is it io n C o r p o r a tio n , B u rr R id g e , I l l i n o i s , t o a c q u ir e , as an o p t i o n , 1 9 .9 p e rc e n t o f Tra n s P a c i f i c B a n c o rp , San F r a n c is c o , C a l i f o r n i a . * New spaper; N o t a v a ila b le F e d . R e g .: N o t a v a ila b le BSM B a n c o rp , San ta M a r ia , C a l i f o r n i a , t o become a bank h o ld in g company by a c q u irin g Bank o f San ta M a r ia , Sa n ta M a r ia , C a l i f o r n i a . New spaper: 1/19 /9 7 F e d . R e g .; N o t a v a ila b le S e c tio n I I I None - A p p lic a t io n s S u b je c t t o Fe d e ra l Reg i s t e r O n ly S e c tio n IV - A p p l i c a t i o ns N o t S u b je c t t o F e d e ra l R e g is te r N o tic e o r Newspaper N o tic e None * S u b je c t t o C R A . FED ER A L RESER V E BANK OF SAN FRANC ISC O Week en ding 12 /2 0 /9 6 S e c tio n V - A v a i l a b i l i t y o f CRA P u b lic E v a lu a tio n s The CRA p u b lic e v a lu a tio n s o f th e i n s t i t u t i o n ( s ) below became a v a i l a b l e d u r in g t h i s w eek. In fo r m a tio n about a p a r t i c u l a r i n s t i t u t i o n 's CRA e v a lu a tio n may be o b ta in e d d i r e c t l y fro m th e i n s t i t u t i o n . Institutio n V a lle y Community Bank Location Ex a m in a tio n D a te 723 N o rth Baker 8/19/96 P .0 . Box 807 M c M in n v ille , OR 9 712 8 -0 8 0 7 (503) 4 72 -0 5 3 4 *U n d e r th e r a t i n g system an i n s t i t u t i o n 's f o llo w in g f o u r r a t i n g s : CRA perfo rm an ce i s R a tin g * S a tis fa c to ry a ssig n e d one o f th e O u ts ta n d in g r e c o rd o f m eeting community c r e d i t n e e d s: An i n s t i t u t i o n has an o u ts ta n d in g re co rd o f , and is a lea der i n , a s c e r ta in in g and h e lp in g t o meet th e c r e d i t needs o f i t s e n t i r e d e lin e a te d com m unity, in c lu d in g lo w - and m oderate-incom e n e ig h b o rh o o d s , in a manner c o n s is te n t w ith i t s re so u rc e s and c a p a b i l i t i e s . S a t i s f a c t o r y re c o rd o f m eeting community c r e d i t n e e d s: An i n s t i t u t i o n has a s a t i s f a c t o r y re c o rd o f a s c e r ta in in g and m ee tin g th e c r e d i t needs o f i t s e n t i r e d e lin e a t e d com m unity, in c lu d in g low - and m oderate-incom e n e ig h b o rh o o d s , in a manner c o n s is te n t w it h i t s resources and c a p a b i l i t i e s . Needs t o Im p rove re c o rd o f m eeting com m unity c r e d i t n e e d s: An i n s t i t u t i o n needs t o improve i t s o v e r a ll record o f a s c e rta in in g and h e lp in g t o m eet t h e c r e d i t needs o f i t s e n t i r e d e lin e a te d com m unity, in c lu d in g low - t o m ode rate-inco m e n e ig h b o rh o o d s , in a manner c o n s is te n t w ith i t s re sou rces and c a p a b i l i t i e s . S u b s t a n t ia l Noncom pliance in m eeting community c r e d it n e e d s : An i n s t i t u t i o n has a s u b s ta n tia lly d e f ic ie n t record o f a s c e rta in in g and h e lp in g t o meet th e c r e d i t needs o f i t s e n t i r e d e lin e a te d com m unity, in c lu d in g lo w - t o m od e ra te-in co m e n e ig h b o rh o o d s, in a manner c o n s is te n t w ith i t s re so u rce s and c a p a b i l i t i e s . The above l i s t i n g has been p re p a re d as a c o u rte s y by th e F e d e ra l R e s e rve Bank o f San F r a n c is c o , and is n o t in te n d e d t o re p la c e form al n o tic e s r e q u ir e d by s ta tu te o r r e g u la t io n : th e R e se rve Bank assumes no r e s p o n s i b i l i t y f o r e r r o r s o r o m is s io n s .
@FedFRASER